The Duchess, not to be confused with the Duchess Of Windsor, is a superhuman entity living in a castle somewhere in Provence. She is known by many additional names, including Barbara Windsor, Manon, Le Petit Ramoneur, and Jandek. In reality, she is the Goddess of Sheep, and the former roommate of Zyzzyva's father's brother's nephew's second cousin. She is also the mortal enemy of Hera: Queen of Ice.

As a goddess, The Duchess possesses many superhuman powers that allow her to rule over her domain. These include the ability to transform humans into sheep and goats,or sometimes just making them vanish into vacuum!! as well as phenomenal skill with the naked harmonica. However, her ultimate power is a sound simply known as The Laugh. The Laugh is the release of a tremendous amount of energy at high frequencies, and will destroy all lesser minds who hear it. It is responsible for World War VII and the destruction of Atlantis.

The Duchess was created by the marriage of Britney Spears and Gerard Depardieu, but was not born, but rather emerged from inside the belly of a tauntaun. Upon doing so, she contracted bird flu, died, and then was reborn from the belly of a cat. However, she contracted cat flu, and died again. This process occurred another five-hundred times, and The Duchess was further reborn from the bellies of squirrels, giant squid, camels, and Jesus. Finally, Optimus Prime, tired of the loopholes this was causing in reincarnation, revived The Duchess and decreed that she be sent to a land where time lasts forever. However, Iowa was full, so she was instead sent to Provence, where she took up ermanent residence.

The Duchess has many offspring, despite never having been pregnant. It has been theorized she reproduces by mitosis. Her children include King Crimson, David Bowie, Menudo, Jimmy Savile and King George VI. In her only public interview she declared: "My children are all failures. You try to raise them to be rational and practical and you get a bunch of goddamn artists... except George, who was worth the whole damn lot."